A semi-automatic system for acquiring three-dimensional structural information about histological material is being developed. The system should have significant speed and reliability advantages over present techniques using serial sections, although resolution may be limited. In brief, an embedded tissue block will be fixed relative to a scanning electron microscope imaging system, the surface of the block will be imaged and the image stored, and successive slices will be removed by a built-in microtome. Handling and registration of thin sections will thus be eliminated. Human and computer pattern recognition will transform the resulting set of images into a three-dimensional reconstruction. Oxygen plasma etching has been found to give sufficient topographic relief that the resolution of the images is now limited by the SEM and not by the preparation technique. The images of Hermissenda Crassicornis obtained by this technique correlate well with TEM images of the same tissue, indicating that the lack of artifact is adequate for the contemplated studies.